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Zug/Geneva, Switzerland and Hamilton, Bermuda – WISeKey International Holding Ltd (WIHN.SW) a leading Swiss cybersecurity company whose Class B Shares are listed on the SIX Swiss Exchange announced today that it has entered into a Letter of Intent (“LoI”) to acquire QV Holdings Ltd (“QuoVadis”), a leading managed Public Key Infrastructure (“mPKI”) company domiciled in Hamilton, Bermuda with operating activities in Switzerland, Germany, the Netherlands, Belgium, the United Kingdom, and Bermuda.

WISeKey and QuoVadis intend to pursue reciprocal due diligence and negotiate definitive agreements, with the objective of signing of a binding transaction agreement by mid-February 2017 and closing in Q1 2017.

QuoVadis is a leading global Certification Authority (“CA”) providing Trust/Link managed PKI services, including digital certificates for TLS/SSL and a wide variety of end entity uses including eID/authentication, encryption, and digital signature. QuoVadis also provides both on-premises and cloud-based solutions for sealsign electronic signature and roaming certificates, as well as trusted time-stamping.

QuoVadis has particular strength serving enterprise customers, with more than 300 large cap and 3,000 overall customers worldwide including across Europe, the United States, and Australia. For FY2016, QuoVadis expects USD 17 million of revenues and USD 3.5 million of EBITDA. For FY2017, revenues in excess of $20 million and EBITDA more than $6 million are projected on a stand-alone basis.

QuoVadis is an established Qualified Trust Services Provider (“TSP”) both in the European Union under the eIDAS regulation for eID and electronic transactions and in Switzerland under ZertES, with significant experience in eID including the Dutch PKIoverheid and eHerkenning and the Swiss SuisseID programmes. QuoVadis is the only TSP accredited in multiple countries with real operations on the ground, balancing services to both the public sector and the corporate markets.

This transaction will bring strong synergies to WISekey with the large recurring customer base of QuoVadis’ proven Trust/Link and sealsign technologies; in-depth operations experience running multiple secure and high-availability trustcentre environments under strict accreditation regimes; and adept sales and support teams based in important customer markets, including Switzerland.

A comprehensive trusted end-to-end cybersecurity platform for people and objects (IoT)

The integration of WISekey and QuoVadis, which follows the acquisition of VaultIC Semiconductors in September 2016, will further reinforce the WISeKey Vertical Platform, enabling it to provide crucial authentication, identity, and integrity for electronic transactions for the rapidly growing spheres of eIDAS and Internet of Things (“IoT”).

Strengthening services for electronic transactions under eIDAS

eIDAS oversees identification and trust services for e-transactions in the EU ‘digital single market’ by providing a safe way for users to conduct business online across borders with a higher level of convenience and security. eIDAS created standards for which electronic signatures, Qualified digital certificates, electronic corporate seals, timestamps and other proof for authentication mechanisms enable electronic transactions with the same legal standing as transactions performed on paper. With the irrepressible movement of transactions online, eIDAS Trust Service Providers play a key role in future commerce and public sector interactions. Aragon Research predicts the revenues for digital transaction services will grow explosively to USD 30 billion by 2020.

Addressing the fast growing IoT market

The ability to authenticate and remotely manage millions of networked, automated devices and equipment is becoming pervasive − from the factory floor, to the hospital operating room, to the residential home − everything, from refrigerators, watches, wearables to wine bottles, is connecting and communicating via the Internet. The Internet of Things security market is expected to grow from USD 6.89 billion in 2015 to nearly USD 29 billion by 2020 according to a report published by Markets and Markets, thus growing at an annual rate of 35%. These massively deployed connected objects are facing regular attacks hence generating a large need for trusted end-to-end cybersecurity solutions.

Carlos Moreira, Chairman & CEO of WISeKey, commented on the possible transaction: “We are delighted to sign this LoI to potentially acquire QuoVadis, whose operations we have respected for many years. This acquisition will allow WISeKey to participate in the vast eIDAS ‘digital single market’ for electronic transactions as well as to position WISeKey as an essential player of the Digital Switzerland initiative, designed to make the country a major player of the 4th Industrial Revolution. QuoVadis has been a leading managed PKI provider in Europe for over a decade – with an important position in the TLS/SSL market and adding electronic signature security to hundreds of millions of online transactions – with a strong nexus serving Swiss clients in the financial, industrial, and media sectors. This acquisition will be immediately accretive to WISeKey and the QuoVadis stand-alone business is projected to add over USD 20 million of profitable revenues in 2017, while we explore further synergistic opportunities to grow our client base and geographic footprint.”

Roman Brunner, CEO of QuoVadis, added: “QuoVadis has built a respected position in the mPKI business over 16 years, providing a one-stop-shop for large enterprise customers requiring digital certificate and electronic signature solutions to increase the security of their electronic transactions while fulfilling the requirements under eIDAS and other enabling laws and regulations. With our excellent industry reputation, global client base, and proven sales and operations teams located in important markets, we believe QuoVadis will complement and strengthen WISekey’s vision and drive to market.”

About WISeKey

WISeKey is a leading cybersecurity company and selected as a World Economic Forum Global Growth Company. WISeKey is currently deploying large scale Internet of Things (IoT) digital identity ecosystems and has become a pioneer of the 4th Industrial Revolution movement launched this year at the World Economic Forum in Davos. WISeKey’s Swiss based Cryptographic Root of Trust (RoT) integrates wearable technology with secure authentication and identification, in both physical and virtual environments, and empowers IoT and wearable devices to become secure transactional devices. WISeKey has patented this process in the USA as it is currently used by many IoT providers. For more information, visit www.wisekey.com

About QuoVadis

A leading global Certification Authority (CA), QuoVadis provides managed PKI platforms for digital certificates, TLS/SSL, eID, and e-signatures tailored to multinational enterprises and the European markets. QuoVadis is a Qualified Trust Service Provider (TSP) in the European Union and Switzerland. QuoVadis digital certificates and services are audited and accredited under European (eIDAS) and Swiss (ZertES) electronic transactions standards, as well as the global WebTrust standard. With a European headquarters in St. Gallen, QuoVadis also has operations in Germany, the Netherlands, Belgium, the UK, and Bermuda. For more information, visit www.quovadisglobal.com

Disclaimer

This communication expressly or implicitly contains certain forward-looking statements concerning WISeKey International Holding Ltd and its business. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of WISeKey International Holding Ltd to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. WISeKey International Holding Ltd is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise. This press release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities, and it does not constitute an offering prospectus within the meaning of article 652a or article 1156 of the Swiss Code of Obligations or a listing prospectus within the meaning of the listing rules of the SIX Swiss Exchange. Investors must rely on their own evaluation of WISeKey and its securities, including the merits and risks involved. Nothing contained herein is, or shall be relied on as, a promise or representation as to the future performance of WISeKey.

QuoVadis is the managed services company of WISeKey (WIHN listed on SIX Swiss Exchange). QuoVadis is Bermuda's dominant provider of colocation, managed datacenter, infrastructure as a service (IAAS) and cloud hosting, as well as IT disaster recovery services. QuoVadis Trust/Link provides managed Public Key Infrastructure (PKI) including Digital Certificates for authentication, encryption, and digital signature; TLS/SSL for websites; and high-volume requirements such as IoT. QuoVadis sealsign provides software and cloud solutions for Electronic Signatures and time-stamping. QuoVadis is an EU and Swiss Qualified Trust Service Provider (TSP).